ALP by laws

ASSOCIATION FOR LOGIC PROGRAMMING CONSTITUTION
ARTICLE 1. MEMBERS
1.1 Classes of Members
The Association shall have five classes of members:
- Regular Members,
- Affiliated Members, who shall have all the rights and privileges of
Regular Members except the right to vote,
- Student Members, who shall have all the rights and privileges of
Regular Members except the right to vote,
- Honorary Members, who shall have all the rights and privileges of
Regular Members except that the annual subscription shall be waived,
- Honorary Student Members, who shall have all the rights and
privileges of Student Members except that the annual subscription
shall be waived,
- Institutional Members, who shall have all the rights and privileges
of Regular Members except the right to vote.
1.2 Membership
1.2.1 Membership shall be open to persons interested in the study of
Logic Programming and the design of Logic Programming systems.
Corporate bodies, departments in educational establishments and
libraries with interests in this field of activity may be
admitted as Institutional Members.
1.2.2 Any person may become a Member upon acceptance of an application
for membership by the Executive Council and payment of the
subscription.
1.2.3 By decision of the Executive Council any other Society or
Association with interests in Logic Programming may be accorded
Affiliated Status. All members of an affiliated society shall
become Affiliated Members of the Association.
1.2.4 Annual subscriptions shall be determined by the Executive
Council.
1.3 Voting Rights
Each Regular Member shall be entitled to one vote of any vote of the
membership.
1.4 Right to inspect documents
Any Member shall be entitled to inspect the books and records of the
Association at the Head Office from time to time of the Association
during normal working hours on reasonable prior notice for any proper
purpose.
1.5 Termination of Membership
1.5.1 If a Member shall fail to pay the current subscription within
the renewal period set by the Secretary, then that Member's
membership shall terminate automatically.
1.5.2 The Executive Council shall have the right to suspend or expel
any Member by an affirmative vote of two-thirds of all the
Members of the Executive Council.
1.5.3 Any Member may resign by sending a written resignation to the
Secretary.
1.6 Reinstatement
The Executive Council may reinstate a former Member who has applied to
the Secretary-Treasurer in writing for reinstatement.
1.7 Transfer of membership
Membership of the Association is not transferable.
ARTICLE 2 MEETINGS OF MEMBERS
2.1 A meeting of Members shall normally be held annually at the
meeting of the International Conference on Logic Programming. If
there shall be no meeting of this Conference in any year then a
meeting of Members may be held at a time and place specified by
the Executive Council to be announced in the Newsletter.
2.2 Voting at the annual meeting shall be by show of hands unless a
secret ballot is requested by any Member. The result of any vote
shall be announced before the termination or adjournment of the
meeting.
ARTICLE 3 MANNER OF VOTING
3.1 Except at an annual meeting all voting by the membership shall be
conducted by post.
3.2 No Member shall be entitled to appoint a proxy.
3.3 Unless otherwise stated in these Articles any vote shall be
decided by a simple majority.
ARTICLE 4 ELECTIONS
4.1 An Election Committee shall be appointed by the Executive Council
and shall be responsible for the conduct of elections.
4.2 Unless otherwise determined by the Executive Council not later
than 1st July in any Election Year, the Election Date shall be
30th November.
4.3 The Election Committee shall nominate one or more persons for the
position of President and for any positions falling vacant on the
Executive Council.
4.4 The Election Committee shall circulate such nominations to the
membership not less than thirty days before the Election Date.
The Election Committee shall include in the list of nominations
any name submitted to it before such circulation and supported by
ten Members.
4.5 All terms of office shall run from 1st January in the year
following the election.
4.6 Any vacancy which occurs on the Executive Council after 1st August
in any year may be filled by the Executive Council until the next
scheduled election.
ARTICLE 5 OFFICERS OF THE ASSOCIATION
5.1 The Association shall have the following Officers who shall be
elected by a vote of the Membership:
(a) President (who shall be elected for a two-year term). Unless
re-elected, at the end of his term of office he/she shall
automatically become Past-President and serve in that capacity
until the newly elected President becomes the Past-President.
(b) Seven Executive Committee members (who shall normally be elected
for a term of four years: of those elected in the first election
in 1988, however, four shall serve for the four-year term but the
other three shall serve for two years only - unless re-elected).
(c) No such Officer may serve more than two consecutive terms in the
same capacity.
5.2 In addition the Association shall have a Secretary, a Treasurer, a
Conference Coordinator, a Conference Budget Auditor and an Editor
of the Newsletter who shall be appointed as Officers by the
Executive Council and who shall serve for such term as the
Executive Council shall determine.
5.3 All Officers must be Members of the Association.
5.4 The Officers of the Association shall fulfil the following
functions:
5.4.1 The President shall be the principal executive officer of the
Association. He/she shall:
(a) supervise the affairs of the Association,
(b) normally chair all meetings of Members and of the
Executive Council: if for any reason he/she is absent
he/she may nominate any other Officer of the Association
to chair any such meeting,
(c) have charge and custody of, and be responsible for, all
funds and securities of the Association.
5.4.2 The Secretary shall:
(a) keep or cause to be kept correct and complete:
(i) minutes of meetings of Members, the Executive
Council and committees of the Association,
(ii) a register of Members entitled to vote together with
their addresses.
5.4.3 The Treasurer shall
(a) keep correct and complete books and records of accounts,
(b) receive and give receipts for monies due and payable to
the Association and make deposits in banks, trust
companies or other depositories selected by him/her or by
the Executive Council,
(c) be custodian of records of the Association and of any
company formed by the Association for the management of
its affairs,
(d) prepare annual account summaries that are published in the
Newsletter once every year,
(e) monitor on a regular basis the finances of the
Association, and, particularly, its cash flow situation
for the forthcoming period (typically 12 to 24 months)
5.4.4 The Conference Co-ordinator shall have overall responsibility
for co-ordinating meetings of adopted Conferences and Workshops
of the Association and for liaising with the organisers of
co-sponsored Conferences.
5.4.5 The role of the Conference Budget Auditor is to liaise with the
Conference Chairman of each adopted/sponsored Conference and to
agree with the Conference Chair the proposed budget for the
Conference.
5.4.6 The Newsletter Editor shall have responsibility for editing and
publishing the Association Newsletter under the overall
direction of the Publications Committee.
ARTICLE 6 EXECUTIVE COUNCIL
6.1.1 The Executive Council shall consist of the President, the Past
President of the Association and the seven Executive Committee
members. Other Officers of the Association and Chairmen of
Appointed Committees shall be entitled to attend all meetings of
the Executive Council but shall not be entitled to vote in
decisions taken by the Executive Council. They are not members
of the Executive Council.
6.1.2 The Executive Council shall be entitled to admit to any meeting
of the Executive Council any other Member of the Association,
but such Members shall not be entitled to vote.
6.1.3 A quorum for the purposes of the Executive Council shall consist
of five members of the Executive Council.
6.2 The Executive Council shall meet once a year during the
International Conference on Logic Programming and at such other times
as it shall determine.
6.3 The Executive Council shall manage the affairs of the Association
including (but not by way of limitation) setting the amount of the
annual subscription rates for each class of Member (which shall be
reviewed annually) and the qualification for membership.
6.4 No elected member of the Executive Council shall receive any
salary for his/her services as a member of the Executive Council
but this shall not prevent such an elected member from serving the
Association in some other capacity which carries a salary.
6.5 The Executive Council may authorise:
(a) any Officer or agent of the Association to enter into any
contract or execute and deliver any instrument in the name
of and on behalf of the Association,
(b) the Secretary, the President and/or any other Officer or
agent of the Association to sign any cheque, draft or
order of payment. Any cheque above the value of One
Thousand Pounds (or such other sum as the Executive
Council may from time to time substitute there for) must
be signed by the President or such other two persons as
the Executive Council may from time to time authorise.
6.6 Decisions of the Executive Council may be made by votes sent to
the President or Secretary by ordinary or electronic mail. A
quorum for such votes shall consist of five members of the
Executive Council.
ARTICLE 7 COMMITTEES
7.1 The Executive Council may appoint the following committees and
such other committee(s) as it may deem appropriate:
(a) The Election Committee, which shall be responsible for the
conduct of elections.
(b) The Program Committee for each meeting of an adopted
conference. The membership of the Program Committee is
determined by the Executive Council taking into account
the recommendations of the Chairman of the Program
Committee. The Chairman of the Program Committee shall be
the Editor of the Proceedings of the meeting of the
Conference and, together with the President, shall be
responsible for arranging the publication of the
Proceedings.
(c) The Conference Organisation Committee for each meeting of
an adopted Conference, which will be responsible for the
planning and execution of that meeting of the
Conference. The Conference Co-ordinator shall be a member
of every Conference Organisation Committee formed during
his term of office. The Chairman of the Conference
Organisation Committee shall be the General Chairman of
the meeting of the Conference.
(d) The Publications Committee, which shall be responsible for
the Newsletter of the Association and/or any other
publication specified by the Executive Council, which
shall appoint the members and Chairperson of the
Committee. The Editor of the Newsletter shall also be a
member of the Publications Committee.
ARTICLE 8 CONFERENCES AND WORKSHOPS
8.1 An Association Conference is a conference/workshop (which may
include a co-sponsored conference/workshop) which has been
formally adopted by the Association by means of a two-thirds vote
of the Executive Council.
8.2 The Executive Council will appoint the General Chairman and the
Chairman of the Program Committee and decide the date and location
of each meeting of an adopted Conference.
8.3 Unless otherwise decided by the Executive Council, the Association
shall be entitled to all net profits engendered by a meeting of an
adopted Conference and to all royalties arising from the sale of
any publication of the Proceedings of such meeting.
8.4 The International Logic Programming Conference and the
International Logic Programming Symposium are Conferences which
have been formally adopted by the Association.
8.5.1 The Association may also co-sponsor a conference/workshop in an
area related to Logic Programming as determined by a two-thirds
vote of the Executive Council.
8.5.2 In return for such co-sponsorship, the Association shall be
entitled to such a share of the profits engendered by the
co-sponsored conference/workshop and of the royalties arising
from the sale of any publication of proceedings of such
conference/workshop as determined by the Executive Council.
ARTICLE 9 PUBLICATION OF A NEWSLETTER
9.1 The Association shall publish at least once per year a Newsletter
which shall be distributed to all Members free of charge.
ARTICLE 10 ADMINISTRATION
10.1 The Association has procured the incorporation of the Association
for Logic Programming Limited, a private limited company resident
in England and Wales to administer the functions of the
Association. The President, and such other Officers of the
Association as the Executive Council may nominate, shall be
directors of the Company and the Secretary shall be its
secretary. All funds received by the Association shall be paid
into the Company and its audited accounts shall be published
annually in the Newsletter.
ARTICLE 11 AMENDMENTS TO THE CONSTITUTION
11.1 The Constitution of the Association may be altered:
(a) by a majority vote of the Association provided that at
least one-third of the total membership shall vote in
favour, or
(b) by resolution of the Executive Council with not less than
six Members of the Executive Council voting in favour of
the resolution.